The Restricted Stock Purchase Agreement is a crucial document used in Pakistani corporate transactions when a company wishes to issue shares while maintaining control over their ownership and transfer. This agreement is commonly utilized for employee stock ownership plans, strategic investments, or when bringing in new shareholders under specific conditions. The document must comply with Pakistani corporate law, particularly the Companies Act 2017 and Securities Act 2015, and typically includes detailed provisions on purchase terms, transfer restrictions, vesting schedules, and regulatory compliance requirements. It's particularly important in situations where companies want to incentivize key employees or maintain control over their shareholder base while ensuring all transactions meet SECP requirements and local corporate governance standards.
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1. Parties: Identification of the Company and the Purchaser(s), including their legal details and addresses
2. Background: Context of the agreement, including company details and purpose of the restricted stock issuance
3. Definitions: Key terms used throughout the agreement, including technical and legal definitions
4. Purchase and Sale of Shares: Details of the shares being sold, including number, class, and purchase price
5. Payment Terms: Structure and timing of payment for the shares
6. Transfer Restrictions: Limitations on the ability to transfer, sell, or encumber the shares
7. Company's Right of First Refusal: Company's rights to purchase shares before they can be sold to third parties
8. Repurchase Rights: Company's rights to repurchase shares under specific circumstances
9. Representations and Warranties: Statements of fact by both parties regarding their capacity and authority
10. Tax Matters: Tax obligations and responsibilities of both parties
11. Compliance with Laws: Obligations to comply with Pakistani corporate and securities laws
12. Termination: Circumstances under which the agreement can be terminated
13. General Provisions: Standard legal provisions including notices, amendments, governing law, etc.
1. Vesting Schedule: Include when shares are subject to vesting over time or based on performance metrics
2. Drag-Along Rights: Include for minority shareholders to ensure they can be compelled to join in sale of company
3. Tag-Along Rights: Include to protect minority shareholders by allowing them to join in sale of majority shares
4. Foreign Ownership Provisions: Include when purchaser is a foreign national or entity, addressing SECP and State Bank requirements
5. Voting Rights: Include when specific voting rights or restrictions need to be established
6. Board Representation: Include when purchaser is granted board representation rights
7. Non-Competition and Non-Solicitation: Include when purchaser is an employee or strategic investor
8. Shareholder Loans: Include if the purchase involves any lending arrangements
1. Schedule A - Share Details: Detailed description of shares including class, rights, and restrictions
2. Schedule B - Purchase Price Calculation: Methodology and calculations for determining the purchase price
3. Schedule C - Vesting Schedule: Detailed timeline and conditions for share vesting, if applicable
4. Schedule D - Shareholders' Information: Details of existing shareholders and their shareholdings
5. Schedule E - Required Regulatory Approvals: List of necessary approvals from SECP and other authorities
6. Appendix 1 - Share Certificate Form: Template for the restricted share certificates
7. Appendix 2 - Transfer Notice Form: Standard form for notifying the company of intended share transfers
8. Appendix 3 - Regulatory Compliance Checklist: Checklist of compliance requirements under Pakistani law
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